Employment Agreement Template, Free Download 2026

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into on this _____ day of _______________, 20_____,

BY AND BETWEEN:

EMPLOYER: ____________________________ ("Employer"), with a mailing address of ____________________________, City of _______________, County of _______________, State of _______________;

- AND -

EMPLOYEE: ____________________________ ("Employee"), with a mailing address of ____________________________, City of _______________, County of _______________, State of _______________.

NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Article I. Position and Duties

Section 1.1. Employer hereby employs Employee in the position of _________________________ (the "Position"), and Employee hereby accepts such employment. Employee shall perform such duties and responsibilities as are customarily associated with such position, together with such additional duties as may be reasonably assigned by Employer from time to time, consistent with Employee’s skills, training, and experience.

Section 1.2. Employee shall devote Employee’s full business time, attention, and best efforts to the performance of Employee’s duties. Employee shall not, during the term of this Agreement, engage in any other employment, consulting, or business activity that would interfere with Employee’s obligations hereunder or create a conflict of interest, without Employer’s prior written consent.

Article II. Term of Employment

Section 2.1. Employee’s employment under this Agreement shall commence on _____________ (the "Start Date"). Unless otherwise specified, employment shall be on an at-will basis, meaning either party may terminate the employment relationship at any time, with or without cause or prior notice, subject to the termination provisions set forth in this Agreement.

Section 2.2. Nothing in this Agreement shall be construed to create a guarantee of employment for any specified period. No supervisor, manager, or representative of Employer has the authority to modify the at-will nature of Employee’s employment except by a written agreement signed by an authorized officer of Employer and Employee.

Article III. Compensation and Benefits

Section 3.1. In consideration of Employee’s services, Employer shall pay Employee a base salary of $__________ per year (the "Base Salary"), payable in accordance with Employer’s standard payroll schedule, less all applicable withholdings and deductions required by law. The Base Salary shall be reviewed annually and may be adjusted at Employer’s discretion.

Section 3.2. Employee shall be eligible to participate in Employer’s standard employee benefit programs, including health insurance, retirement plans, paid time off, and such other benefits as may be offered to similarly situated employees, subject to the terms and conditions of each plan. Employer reserves the right to modify, suspend, or discontinue any benefit plan at any time in its sole discretion.

Section 3.3. Employee may be eligible for an annual performance bonus of up to __________% of the Base Salary, based on the achievement of individual and company performance targets established by Employer. Payment of any bonus shall be at Employer’s sole discretion and shall not constitute a guarantee of future bonus payments.

Article IV. Confidentiality and Trade Secrets

Section 4.1. Employee acknowledges that during the course of employment, Employee will have access to and become acquainted with Confidential Information of Employer. "Confidential Information" includes, without limitation, trade secrets, proprietary data, client lists, business strategies, financial information, technical know-how, inventions, software, marketing plans, and any other information not generally known to the public that derives economic value from its secrecy.

Section 4.2. Employee shall hold all Confidential Information in strict confidence, shall not disclose it to any third party without Employer’s prior written consent, and shall use it solely for purposes of performing Employee’s duties. These obligations shall survive the termination of employment and shall continue for as long as the information remains confidential, and indefinitely with respect to trade secrets as defined under applicable law, including the Defend Trade Secrets Act (18 U.S.C. § 1836).

Section 4.3. IMMUNITY NOTICE UNDER THE DEFEND TRADE SECRETS ACT. Notwithstanding any other provision of this Agreement, Employee is hereby notified in accordance with 18 U.S.C. § 1833(b) that an individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made: (a) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (b) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret except pursuant to court order.

Section 4.4. Nothing in this Agreement shall be construed to prohibit Employee from reporting possible violations of law to, filing a charge or complaint with, or participating in any investigation or proceeding conducted by any federal, state, or local government agency, or from making any other disclosure protected under the whistleblower provisions of applicable law, in each case without prior notice to or authorization from Employer.

Article V. Non-Competition and Non-Solicitation

Section 5.1. For purposes of this Article, the "Restricted Period" means the term of employment and the period of ______ months immediately following the termination of employment. NON-COMPETITION ELECTION (the parties must initial one option; if neither is initialed, Option B controls). Option A: Employer _____ Employee _____. Option B: Employer _____ Employee _____. [Option A: During the Restricted Period, Employee shall not, directly or indirectly, engage in, own, manage, operate, consult with, or be employed by any business that competes with Employer within a ______-mile radius of Employer’s principal place of business or in any geographic area in which Employee performed services or had material customer contact during the final two (2) years of employment. This covenant applies only to the extent it is permitted and enforceable under the law of the state in which Employee resides or primarily works.] [Option B: No post-employment non-competition covenant applies. Employee’s post-employment obligations are limited to those set forth in the Confidentiality and Trade Secrets Article, Section 5.2 (Non-Solicitation), and the Intellectual Property and Work Product Article.]

Section 5.2. During the Restricted Period, Employee shall not, directly or indirectly: (a) solicit, contact, or attempt to solicit any customer or client of Employer for the purpose of providing competing products or services; or (b) recruit, solicit, or induce any employee, contractor, or consultant of Employer to terminate their relationship with Employer. Employee acknowledges that these restrictions are reasonable and necessary to protect Employer’s legitimate business interests. This Section applies whether or not Option A in Section 5.1 is elected, and only to the extent permitted by the law of the state in which Employee resides or primarily works. CALIFORNIA: If Employee resides or primarily works in California, this Section shall not apply after employment ends unless an exception in Chapter 1 of Part 2 of Division 7 of the California Business and Professions Code applies, because California Business and Professions Code section 16600(a) provides that "every contract by which anyone is restrained from engaging in a lawful profession, trade, or business of any kind is to that extent void," and section 16600(b)(1) directs that the section be read broadly; Employee’s obligations during employment and under the Confidentiality and Trade Secrets Article are not affected.

Section 5.3. STATE-LAW LIMITS ON NON-COMPETITION COVENANTS. The parties acknowledge that several states prohibit employee non-competition covenants, including California (where an employer may not enter into an employment contract containing such a covenant, and the employee may sue for injunctive relief, actual damages, and attorney’s fees: California Business and Professions Code section 16600.5), Minnesota (Minnesota Statutes section 181.988), North Dakota (North Dakota Century Code section 9-08-06), and Oklahoma (Title 15, Oklahoma Statutes, section 219A, which permits only an agreement not to directly solicit the former employer’s established customers), and that other states enforce such covenants only if conditions such as minimum compensation, advance notice, or payment during the restricted period are met. Option A in Section 5.1 shall not be elected, and shall have no effect, if Employee resides or primarily works in a state whose law prohibits it, and it shall otherwise apply only to the extent it meets every requirement of that state’s law.

Article VI. Intellectual Property and Work Product

Section 6.1. All inventions, discoveries, improvements, original works of authorship, trade secrets, and other intellectual property developed by Employee, alone or with others, during the course of employment or using Employer’s resources (collectively, "Work Product") shall be the sole and exclusive property of Employer. Employee hereby irrevocably assigns to Employer all right, title, and interest in and to all Work Product, including all patents, copyrights, trademarks, and other intellectual property rights therein.

Section 6.2. To the extent any Work Product constitutes a "work made for hire" as defined under 17 U.S.C. § 101, it shall be deemed a work made for hire. To the extent it does not so qualify, Employee hereby assigns all rights therein to Employer. Employee shall execute all documents and take all actions reasonably requested by Employer to perfect and enforce Employer’s rights in the Work Product.

Section 6.3. EXCLUDED INVENTIONS AND STATUTORY NOTICE. This Article does not require Employee to assign, and Employee is hereby notified in writing that this Agreement does not apply to, any invention that the law of the state in which Employee resides or works excludes from an employee invention-assignment agreement. Several states require this written notice and define the excluded inventions in their own statutes. For example, Minnesota Statutes section 181.78 excludes an invention for which no equipment, supplies, facility or trade secret information of the employer was used and which was developed entirely on the employee’s own time, and (1) which does not relate (a) directly to the business of the employer or (b) to the employer’s actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by the employee for the employer, and Washington (Revised Code of Washington section 49.44.140) has a comparable rule. Where such a statute applies, its exclusion governs and is incorporated into this Agreement.

Article VII. Termination

Section 7.1. Employer may terminate Employee’s employment at any time for Cause, which shall include: (a) material breach of this Agreement; (b) conviction of or plea of guilty or nolo contendere to a felony or a crime involving moral turpitude; (c) willful misconduct or gross negligence in the performance of duties; (d) fraud, dishonesty, or embezzlement; (e) material violation of Employer’s policies; or (f) failure to perform duties after written notice and a reasonable opportunity to cure.

Section 7.2. Either party may terminate this Agreement without Cause upon ______ days’ written notice. In the event of termination without Cause by Employer, Employee shall be entitled to receive any accrued but unpaid compensation and benefits through the date of termination, and, subject to Employee’s signing and not revoking a separation agreement and general release of claims in a form provided by Employer within the time stated in it, severance of [none / $__________ / ______ weeks of Base Salary] (if left blank, no severance is payable).

Section 7.3. Upon termination for any reason, Employee shall immediately return to Employer all Employer property, including without limitation keys, access cards, equipment, documents, files, electronic data, and all copies of Confidential Information in any form. Employee shall cooperate in the orderly transition of duties and shall not delete or destroy any Employer data or records.

Article VIII. Governing Law and Dispute Resolution

Section 8.1. This Agreement shall be governed by and construed in accordance with the laws of the State of _____________, without regard to its conflicts of law principles. Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in the County of _____________, administered by the American Arbitration Association under its Employment Arbitration Rules. This arbitration provision does not apply to a case relating to a sexual harassment dispute or sexual assault dispute that Employee elects to bring in court under 9 U.S.C. § 402, or to any other claim that applicable law does not permit to be resolved under a predispute arbitration agreement.

Section 8.2. Notwithstanding the foregoing, either party may seek temporary or preliminary injunctive relief from a court of competent jurisdiction to prevent irreparable harm, including enforcement of the confidentiality, non-competition, and non-solicitation provisions. The prevailing party in any such proceeding shall be entitled to recover reasonable attorney’s fees and costs.

Article IX. General Provisions

Section 9.1. This Agreement constitutes the entire agreement between the parties concerning Employee’s employment and supersedes all prior negotiations, representations, agreements, and understandings, whether oral or written. This Agreement may be amended only by a written instrument signed by both parties.

Section 9.2. If any provision of this Agreement is held to be invalid or unenforceable, such invalidity shall not affect the remaining provisions. In the event any restrictive covenant is found to be overbroad, the parties request that the court, to the extent permitted by applicable law, reform such covenant to the maximum extent enforceable rather than declaring it void.

Section 9.3. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, successors, and permitted assigns. Employee may not assign this Agreement without Employer’s prior written consent.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above, each intending to be legally bound.

EMPLOYER:

____________________________
Signature

____________________________
Printed Name

____________________________
Title (if signing for a business or other entity)

____________________________
Date

EMPLOYEE:

____________________________
Signature

____________________________
Printed Name

____________________________
Title (if signing for a business or other entity)

____________________________
Date